This article poses the question of what it is that Nietzsche values, arguing that we need a generic answer that makes sense of Nietzsche's admiration for both exceptional individuals and types of culture: what Nietzsche values are certain kinds of syntheses of the will to power, holding at diverse levels. These are syntheses endowed with a distinctive, "aristocratic" structure with a pathos of distance maintaining a separation between ruling and subjugated elements. But Nietzsche's valuing is also oriented by extrinsic criteria such as "agonistic" relations, subjugation of other syntheses, and the "exceptional" status of individuals; the determining of value must combine intrinsic and extrinsic factors. Conflict occurs within Nietzsche's values because the conditions that produce the most exceptional individuals are at odds with the conditions needed for flourishing cultures. I contend that the tenor of Nietzsche's late thinking suggests a way of resolving this tension through a willingness to give up on the exceptional status of individuals in favor of the advancement of flourishing cultures